Will and Dustin Get Sidetracked
by SmuttySentai
Summary: Will notices Dustin's having a problem on the bike ride home one night and they decide to help each other out.


As usual it was super late when the boys finished playing their game of Dungeons and Dragons. Since they were at Mike's house and Lucas lived next door, Will and Dustin were alone when they rode their bicycles home.

As they were riding and talking about the game, Will noticed Dustin had a big bulge in his shorts. "Hey Dustin, do you have a Thessal Hydra in your pocket or are you just happy to see me?" Dustin blushed. "Sorry man I just caught a look at Mike's sister naked while I was getting some pudding upstairs and my boner won't go away."

Will grinned. "You don't know how to make it go away?" Dustin was embarrassed "Yeah, but I wasn't gonna do it at Mike's house."

Will smiled more as he reached down to rub his own boner and stopped his bike. "I'm feeling a little horny too so how bout we help each other out?"

Dustin was shocked. "I always thought you were gay but I didn't know you'd want to do it with me."

Will got on his knees and pulled Dustin's shorts down revealing his big hard cock. "Well of course, I saw in the locker room at school that you had the thickest penis."

Dustin was surprised. "I do?" Will nodded. "Lucas is longer but yours is fatter." He leaned in and started to suck on Dustin's dick, making Dustin moan.

"Stop it will, someone could catch us!" he could barely talk between moans.

Will just licked his lips. "Your cock is saying otherwise, besides nobody comes out in the dark ever since I got back from the Upside Down."

Dustin knew he was right. Plus even if someone came by it was too dark to see. He gave in and grabbed Will's head, then started thrusting his hips, fucking his best friend's mouth.

Feeling his friend's dick slamming into his mouth only made Will hornier and he reached down to touch himself. He played with his nipples and his hard penis, using only his tongue and lips to pleasure Dustin. He even started to strip, dropping his pants and boxer briefs so he could jerk off in the open night air.

They were both so close and Dustin was moving his hips so fast. He couldn't hold back and he shot his cum into his smaller friend's mouth. Will continued to smile and moaned as he swallowed all of Dustin's salty load. It tasted so good he started to cum himself, shooting his sperm all over Dustin's legs and bike.

As Will licked his lips, he noticed Dustin was still hard. "Jeeze, you must really be horny."

Dustin smiled. "Says you. I can see you're just as hard." Dustin climbed off his bike and let his pants fall off. "How about I suck you off now?"

Will shook his head. "Not to be mean, but I'm kinda worried about your teeth. Besides, I wanna try something down here." Will laid back on his back and spread his legs, pointing to his 13 year old butthole. Dustin's cock twitched as he saw how tight it was.

"Really, you want me to fuck your butt?" Will nodded. "How about we make it interesting? First one to cum gets any comic they want."

Dustin agreed and grabbed his friend's legs, making sure Will didn't close them as he stuck his fat dick in the smaller boy's butthole. Will shook and moaned as he felt his tight hole get stuffed, and his dick twitched. Dustin grinned. "Looks like you're already ready to cum!"

Will winked. "No way, man. I've fingered my butt all the time. But I bet you've never fucked something so tight before."

Dustin was worried cause he knew Will was right. He tried to hold on as he thrust back and forth into Will's ass. But it was so tight and warm and he wanted to cum so bad. He stared at Will's dick and reached out to jerk it off.

Normally Will would complain that Dustin was cheating but it felt too good so he just laid back and moaned harder. Both were feeling so good they totally forgot about the contest and just fucked and moaned as hard as possible.

Finally Dustin yelled "I'm cumming!" and shot his second load inside Will's tight butt. A second later Will erupted too and got his cum all over his own belly and face plus Dustin's fingers.

Dustin slowly pulled out and let the rest of his cum leak onto Will's balls and ass as more leaked out of Will's butthole. They breathed heavy for a bit as their dicks softened.

"That felt really good, Will, we should do it again." Dustin sad.

Will smirked. "Don't forget you owe me a comic now, Dustin."

Dustin groaned. "Fine, but not my X-Men #134!"


End file.
